UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549
_________________________
FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
_________________________

Date of Report (Date of earliest event reported):  May 17, 2022

WORLD FUEL SERVICES CORPORATION
(Exact name of registrant as specified in its charter)

Florida
(State or other jurisdiction of incorporation)
001-09533
(Commission File Number)
59-2459427
(I.R.S. Employer Identification No.)

9800 N.W. 41st Street
Miami, Florida
(Address of principal executive offices)
33178
(Zip Code)
 

Registrant’s telephone number, including area code: (305) 428-8000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol(s)
Name of each exchange on which registered
   
 
Common Stock, par value $0.01 per share
INT
New York Stock Exchange
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07.          Submission of Matters to a Vote of Security Holders.

On May 17, 2022, World Fuel Services Corporation (the “Company”) held its annual meeting of shareholders.  The matters voted upon and the results of the vote were as follows:

Proposal 1: Election of Directors

The shareholders elected all of the Company’s nominees for director for one-year terms expiring on the date of the annual shareholder meeting in 2023 or until their successors are duly elected and qualified.

Nominee
Votes For
Votes Withheld
Broker Non-Votes
Michael J. Kasbar
51,251,604
3,026,930
3,539,407
Ken Bakshi
47,348,283
6,930,251
3,539,407
Jorge L. Benitez
42,792,648
11,485,886
3,539,407
Sharda Cherwoo
53,333,718
944,816
3,539,407
Richard A. Kassar
31,923,565
22,354,969
3,539,407
John L. Manley
52,736,302
1,542,232
3,539,407
Stephen K. Roddenberry
39,929,694
14,348,840
3,539,407
Jill B. Smart
53,448,875
829,659
3,539,407
Paul H. Stebbins
52,804,565
1,473,969
3,539,407

Proposal 2: Non-Binding, Advisory Vote on Executive Compensation

The shareholders approved, by a non-binding, advisory vote, the compensation of the Company’s named executive officers.

Votes For
 
Votes Against
 
Abstentions
 
Broker
Non-Votes
50,178,856
 
4,003,270
 
96,408
 
3,539,407

Proposal 3: Ratification of Appointment of Independent Registered Certified Public Accounting Firm

The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered certified public accounting firm for the 2022 fiscal year.

Votes For
 
Votes Against
 
Abstentions
 
Broker
Non-Votes
56,917,902
 
888,294
 
11,745
 
—




Item 7.01.          Regulation FD Disclosure

The Company announced today that its board of directors has declared a quarterly cash dividend of $0.12 per share payable July 1, 2022 to shareholders of record on June 3, 2022.  A copy of the press release is attached hereto as Exhibit 99.1.

This information and the information contained in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in any such filing.

Item 9.01.          Financial Statements and Exhibits

           (d)            Exhibits


 Exhibit No.
Description


      99.1 Press Release, dated May 17, 2022.


      104
Cover Page Interactive Data File, formatted in inline XBRL
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: May 17, 2022
World Fuel Services Corporation
 
 
 
 
 
 
 
 
 
 
 
/s/ Amy Quintana Avalos
 
 
Amy Quintana Avalos
 
 
Senior Vice President, Chief Corporate Counsel and Corporate Secretary